Nextel buys back $568 million debt, preferreds

New York, April 23 - Nextel Communications, Inc. bought back $568 million of long-term debt and preferred stock during the first quarter, bringing its total retirements over the past year to $3.8 billion.

During the three months ending March 31, Nextel bought back:

* $65 million of its 10.65% senior redeemable discount notes due 2007;

* $154 million of its 9.75% senior serial redeemable discount notes due 2007;

* $79 million of its 9.95% senior serial redeemable discount notes due 2008;

* $26 million of its 12% senior serial redeemable notes due 2008;

* $126 million of its 9.375% senior serial redeemable notes due 2009;

* $15 million of its 5.25% convertible senior notes due 2010;

* $26 million of its 9.5% senior serial redeemable notes due 2011;

* $8 million of its 13% series D exchangeable preferred stock mandatorily redeemable 2009; and

* $69 million of its 11.125% series E exchangeable preferred stock mandatorily redeemable 2010.

The Reston, Va. mobile phone company said it used $570 million of cash for the buybacks, resulting in a $7 million accounting loss.

Nextel also said it may make more repurchases in the future.

As of March 31, Nextel had outstanding:

* $691 million of its 10.65% senior redeemable discount notes due 2007;

* $932 million of its 9.75% senior serial redeemable discount notes due 2007;

* $284 million of its 4.75% convertible senior notes due 2007;

* $1.301 billion of its 9.95% senior serial redeemable discount notes due 2008;

* $271 million of its 12% senior serial redeemable notes due 2008;

* $1.67 billion of its 9.375% senior serial redeemable notes due 2009;

* $607 million of its 5.25% convertible senior notes due 2010;

* $922 million of its 9.5% senior serial redeemable notes due 2011;

* $608 million of its 6% convertible senior notes due 2011;

* $463 million of its 13% series D exchangeable preferred stock mandatorily redeemable 2009;

* $392 million of its 11.125% series E exchangeable preferred stock mandatorily redeemable 2010; and

* $92 million of its zero-coupon convertible preferred stock mandatorily redeemable 2013.

Varsity Brand to tender for 10.5% notes

New York, April 23 - Varsity Brands, Inc. will tender for its $66.035 million of 10.5% senior notes due 2007 as part of the company's acquisition by management and a subsidiary of an affiliate of Leonard Green & Partners, LP.

Current stockholders will receive $6.57 per share in cash; the transaction is valued at $130.9 million including the repayment of debt.

The Memphis, Tenn. cheerleading products and services company will solicit stockholder approval through a proxy statement and simultaneously make a tender offer for the notes. The tender will be conditional on the acquisition and the acquisition on a successful tender.

The tender offer will also include a consent solicitation to amend, eliminate or waive some sections of the note indenture.

The note tender will be subject to a majority of the principal amount being validly tendered and to consents being received from a majority.

Leonard Green has fully committed the necessary debt and equity financing.

Jafra to redeem 11¾% notes

New York, April 23- Jafra Cosmetics will redeem its 11¾% senior subordinated notes due 2008 as part of a recapitalization announced Wednesday.

The notes were issued by Jafra Cosmetics International, Inc. and Jafra Cosmetics International, SA de CV.

The redemption is part of a $275 million recapitalization of the Westlake Village, Calif. direct seller of personal care products.

As part of the transaction, Jafra Cosmetics International, Inc. and its Mexican affiliate, Distribuidora Comercial Jafra, SA de CV will issue $175 million of senior subordinated notes due 2011 and take out $100 million of new credit facilities.

Proceeds will repay the existing credit facility, repay the notes and fund a distribution to the equity holders of parent company CDRJ Investments (Lux) SA which include Clayton, Dubilier & Rice Fund V.

Iron Mountain says 65% of 8¾% notes tendered, calls remainder

New York, April 23 - Iron Mountain Inc. said holders of approximately 65% of its $220 million 8¾% senior subordinated notes due 2009 tendered their securities and delivered consents by the consent deadline.

The Boston record and information management company called for redemption the remainder.

Iron Mountain said the response to the consent solicitation allowed it to eliminate or modify certain covenants in the note indenture.

Holders who validly tendered and delivered consents by the consent date of April 22 will receive $1,043.75 per $1,000 principal amount including a consent payment of $30 per $1,000 principal amount.

Iron Mountain will pay for the notes with the proceeds of its recently issued $300 million 7¾% senior subordinated notes.

Holders who tender after the consent deadline but before the expiration of the tender at midnight ET on May 6 are not entitled to the consent payment and will receive $1,013.75 per $1,000 principal amount.

Any notes still outstanding will be redeemed on May 23 at $1,043.75 per $1,000 principal amount plus accrued interest to May 23.

Bear, Stearns & Co. Inc. is the dealer manager for the tender offer and solicitation agent for the consent solicitation (contact global liability management group at 877 696-2327). D.F. King & Co., Inc. (800 488-8075) is the information agent.

Rent-A-Center starts tender for 11% notes

New York, April 23 - Rent-A-Center, Inc. said it is tendering for all $272.25 million principal amount of its 11% senior subordinated notes due 2008 series D.

Holders who tender by the early tender deadline of 5.00 p.m. ET on April 30 will receive 107.5% of the principal amount.

Holders who tender after that deadline but before the expiration date of midnight ET on May 20 will receive 105.5% of the principal amount.

In both cases holders will receive accrued interest up to but not including the payment date.

Rent-A-Center said that it intends to call any notes not tendered for redemption on Aug. 15, 2003 at a price of 105.5% of the principal amount.

The Plano, Texas rental purchase store operator is conducting the tender through its Rent-A-Center East, Inc. subsidiary.

It intends to finance the tender with proceeds from a $250 million note issue and cash on hand.

The dealer manager for the tender is Lehman Brothers Inc. (Contact Darrell Chiang at 800 438-3242 or 212 528-7581) and the information agent is D.F. King & Co., Inc. (800 848-3416 or 212 269-5550).

XTO calls 8¾% notes

New York, April 23 - XTO Energy, Inc. said it called for redemption its 8¾% senior subordinated notes due 2009.

The Fort Worth, Texas natural gas producer will redeem the securities on May 19.

XTO will use part of the proceeds from its recent sale of $400 million 6¼% senior notes due 2013 and 13.8 million shares to fund the redemption.

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